SEC Form 4 · accession 0001940985-26-000006
Okta, Inc. · OKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shibu Ninan
Officer — Chief Accounting Officer
Period of report
Sep 15, 2026
Accepted (ET)
Sep 17, 2026 · 6:08 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001660134
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Sep 15, 2026 | M | 2,196 | $0.00 | A | 25,665 | D | |
| Class A Common StockF1 | Sep 15, 2026 | F | 1,118 | $0.00 | D | 24,547 | D | |
| Class A Common StockF1 | Sep 15, 2026 | M | 484 | $0.00 | A | 25,031 | D | |
| Class A Common StockF1 | Sep 15, 2026 | F | 247 | $0.00 | D | 24,784 | D | |
| Class A Common StockF1 | Sep 15, 2026 | M | 836 | $0.00 | A | 25,620 | D | |
| Class A Common StockF1 | Sep 15, 2026 | F | 426 | $0.00 | D | 25,194 | D | |
| Class A Common StockF1 | Sep 15, 2026 | M | 1,129 | $0.00 | A | 26,323 | D | |
| Class A Common StockF1 | Sep 15, 2026 | F | 575 | $0.00 | D | 25,748 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Sep 15, 2026 | M | 2,196 | D | — | — | Class A Common Stock | 2,196 | 0 | D |
| Restricted Stock UnitsF2,F4 | — | Sep 15, 2026 | M | 484 | D | — | — | Class A Common Stock | 484 | 969 | D |
| Restricted Stock UnitsF2,F5 | — | Sep 15, 2026 | M | 836 | D | — | — | Class A Common Stock | 836 | 5,016 | D |
| Restricted Stock UnitsF2,F6 | — | Sep 15, 2026 | M | 1,129 | D | — | — | Class A Common Stock | 1,129 | 11,291 | D |
Explanation of responses
- F1Includes 165 shares of Class A Common Stock acquired under a Section 423 Employee Stock Purchase Plan.
- F2Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
- F3100% of the shares underlying the RSU vested on September 15, 2026.
- F48.33% of the shares underlying the RSU vested on June 15, 2024, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
- F58.33% of the shares underlying the RSU vested on June 15, 2025, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
- F68.33% of the shares underlying the RSU vested on June 15, 2026, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.